We have audited the accompanying standalone financial statements of Black Box Limited (“the Company"), whichcomprise the Balance Sheet as at March 31, 2025, and the Statement of Profit and Loss, including Other ComprehensiveIncome, Statement of Changes in Equity and Statement of Cash Flows for the year then ended, and notes to the standalonefinancial statements, including material accounting policy information and other explanatory information (hereinafterreferred to as the “standalone financial statements").
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalonefinancial statements give the information required by the Companies Act, 2013 ('the Act') in the manner so required andgive a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Actread with Companies (Indian Accounting Standards) Rules, 2015, as amended (“Ind AS") and other accounting principlesgenerally accepted in India, of the state of affairs of the Company as at March 31, 2025, and profit (including othercomprehensive income), changes in equity and its cash flows for the year ended on that date.
We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing (SAs)specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the'Auditor's Responsibilities for the Audit of the Standalone Financial Statements' section of our report. We are independentof the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (“ICAI")together with the ethical requirements that are relevant to our audit of the standalone financial statements under theprovisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance withthese requirements and the Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriateto provide a basis for our opinion.
We draw attention to Note 46 to the accompanying standalone financial statements, which describes the delay inremittance of import payments, delay in repatriation of export proceeds of goods & services and delay in other receipts,beyond the timelines stipulated under the Foreign Exchange Management Act, 1999, as amended from time to time. Themanagement has filed necessary applications with the appropriate authority for extension of time limit and condonationof such delays and response on the same is awaited as on date.
Our opinion is not modified in respect of this matter.
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of thestandalone financial statements for the year ended March 31, 2025. These matters were addressed in the context ofour audit of the standalone financial statements as a whole, and in forming our opinion thereon, and we do not providea separate opinion on these matters. We have determined the matters described below to be the key audit matters tobe communicated in our report.
Key Audit Matters
Sr.
No
How the Key Audit Matters was addressed in our audit
1
Revenue Recognition under Ind AS 115, Revenue
Our audit included, but was not limited to, the following
from Contracts with Customers ('Ind AS 115')
procedures performed in respect of revenue recognition:
Refer note 2D(xvi) - 'Income recognition' and notes
• Evaluating the design, testing the implementation
23 and 41 - 'Revenue from contracts with customers'
and operating effectiveness of the Company's internal
to the standalone financial statements for the related
controls over recognition of revenue on selected
accounting policy on revenue recognition and details
samples of transactions;
of revenue recognised during the year.
• Perform substantive testing and cut-off testing
Revenue for the Company consists primarily of
throughout the period (including period end), by
sale of products and sale of implementation and
selecting samples of revenue transactions recorded
maintenance services for networking equipment and
during and after the year and verifying the underlying
communications technology solutions.
documents, which included sales invoices, dispatch
Owing to the multiplicity of the Company's productsand services, compliance with varied customer
documents and proof of delivery, depending on theterms of contracts with customer;
specifications, and diverse terms of contracts with
• In respect of samples relating to fixed maintenance
customers, revenue is determined to be an area
contracts, verified the period of the contract with
involving significant risk and hence, requiring
the customer agreements and verified whether the
significant auditor attention.
revenue was recognised appropriately over the period
Further, the application of Ind AS 115 involvessignificant judgements/ material estimates relatingto identification of distinct performance obligations,
of contract as services were being rendered basis themethod of determination of satisfaction of performanceobligations in accordance with Ind AS 115.
determination of transaction price, including impact
• Tested samples of credit notes issued during the year
of variable consideration, of the identified performance
and subsequent to year end, if any to confirm revenue
obligations and the appropriateness of the basis used
recognised during the period was appropriate.
to measure revenue recognised over a period of time.
• Performed analytical procedures for reasonableness of
Considering the materiality of amounts involved,
revenue recorded.
significance of the area to the standalone financialstatements, combined with significant judgementsand estimates involved, revenue recognition isconsidered to be a key audit matter for the currentyear audit.
• Assessed the appropriateness and adequacy ofdisclosures included in the standalone financialstatements, in accordance with the requirements of
applicable financial reporting framework.
The Company's Board of Directors is responsible for the other information. The other information comprises the informationincluded in the annual report but does not include the standalone financial statements and our auditor's report thereon.The annual report is expected to be made available to us after the date of this auditor's report.
Our opinion on the standalone financial statements does not cover the other information and we will not express anyform of assurance conclusion thereon.
In connection with our audit of the standalone financial statements, our responsibility is to read the other informationidentified above when it becomes available and, in doing so, consider whether the other information is materiallyinconsistent with the standalone financial statements or our knowledge obtained in the audit, or otherwise appears tobe materially misstated.
When we read the annual report, if we conclude that there is a material misstatement therein, we are required tocommunicate the matter to those charged with governance under SA 720 'The Auditor's responsibilities Relating toOther Information'.
The Company's Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to thepreparation of these standalone financial statements that give a true and fair view of the financial position, financialperformance, changes in equity and cash flows of the Company in accordance with the accounting principles generallyaccepted in India, including the Accounting Standards specified under section 133 of the Act. This responsibility alsoincludes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding ofthe assets of the Company and for preventing and detecting frauds and other irregularities; selection and applicationof appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design,implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring theaccuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalonefinancial statement that give a true and fair view and are free from material misstatement, whether due to fraud or error.
In preparing the standalone financial statements, the Management and Board of Directors are responsible for assessingthe Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern andusing the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or tocease operations, or has no realistic alternative but to do so.
The Board of Directors is also responsible for overseeing the Company's financial reporting process.
Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole arefree from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion.Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAswill always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are consideredmaterial if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions ofusers taken on the basis of these standalone financial statements.
We give in “Annexure A" a detailed description of Auditor's responsibilities for Audit of the Standalone Financial Statements.Other Matter:
The standalone financial statements of the Company for the year ended March 31, 2024, were audited by another auditorwhose report dated 30 May 2024 expressed an unmodified opinion on those statements.
1. As required by the Companies (Auditor's Report) Order, 2020 (“the Order"), issued by the Central Government of Indiain terms of sub-section (11) of section 143 of the Act, we give in “Annexure B" a statement on the matters specifiedin paragraphs 3 and 4 of the Order, to the extent applicable.
2. As required by Section 143(3) of the Act, we report that:
(a) We have sought and obtained all the information and explanations which to the best of our knowledge andbelief were necessary for the purposes of our audit.
(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appearsfrom our examination of those books, except for the matter stated in the paragraph 2(h)(vi) below on reportingunder Rule 11(g). Further, the back-up of the books of account and other books and papers maintained inelectronic mode, has not been kept in servers physically located in India on a daily basis as explained in Note47 to the financial statements.
(c) The Balance Sheet, the Statement of Profit and Loss including other comprehensive income, the Statement ofChanges in Equity and the Statement of Cash Flow dealt with by this Report are in agreement with the booksof account.
(d) In our opinion, the aforesaid standalone financial statements comply with the Accounting Standards specifiedunder Section 133 of the Act.
(e) On the basis of the written representations received from the directors as on March 31, 2025 taken on recordby the Board of Directors, none of the directors are disqualified as on March 31, 2025 from being appointed asa director in terms of Section 164 (2) of the Act.
(f) The reservation relating to the maintenance of accounts and other matters connected therewith are as statedin paragraph 2(b) above on reporting under Section 143(3)(b) and paragraph 2(h)(vi) below on reporting underRule 11(g).
(g) With respect to the adequacy of the internal financial controls with reference to standalone financial statementsof the Company and the operating effectiveness of such controls, refer to our separate Report in “Annexure C".
(h) With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of theCompanies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and accordingto the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its standalonefinancial statements - Refer Note 36(A) to the standalone financial statements;
ii. The Company did not have any long-term contracts including derivative contracts for which there wereany material foreseeable losses.
iii. There were no amounts which were required to be transferred to the Investor Education and ProtectionFund by the Company.
iv. 1. The Management has represented that, to the best of its knowledge and belief, as disclosed in
the Note 50(f) to the standalone financial statements, no funds have been advanced or loaned orinvested (either from borrowed funds or share premium or any other sources or kind of funds) bythe Company to or in any other persons or entities, including foreign entities (“Intermediaries"), withthe understanding, whether recorded in writing or otherwise, that the Intermediary shall, directly orindirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalfof the Company (“Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf ofthe Ultimate Beneficiaries.
2. The Management has represented, that, to the best of its knowledge and belief, as disclosed in theNote 50(f) to the standalone financial statements, no funds have been received by the Company fromany persons or entities, including foreign entities (“Funding Parties"), with the understanding, whetherrecorded in writing or otherwise, that the Company shall, directly or indirectly, lend or invest in otherpersons or entities identified in any manner whatsoever by or on behalf of the Funding Party (“UltimateBeneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
3. Based on the audit procedures performed that have been considered reasonable and appropriate in thecircumstances, and according to the information and explanations provided to us by the Managementin this regard nothing has come to our notice that has caused us to believe that the representationsunder sub-clause (i) and (ii) of Rule 11(e) as provided under (1) and (2) above, contain any materialmis-statement.
v. The Board of Directors of the Company have proposed final dividend for the year which is subject to theapproval of the members at the ensuing Annual General Meeting. The dividend declared is in accordancewith section 123 of the Act to the extent it applies to declaration of dividend. (Refer Note 14(f) to thestandalone financial statements)
vi. Based on our examination which included test checks, the Company has used an accounting software formaintaining its books of account, which has a feature of recording audit trail (edit log) facility except thatthe audit trail feature at the application level was not enabled from 1 April 2024 to 12 May 2024 and wasnot enabled at the database level to log any direct data changes for the entire year as explained in note 47to the financial statements.
Further, where enabled, audit trail feature has operated throughout the period for all relevant transactionsrecorded in the accounting software. Also, during the course of our audit, we did not come across anyinstance of audit trail feature being tampered with in respect of such accounting software. Additionally, theaudit trail of prior year has been preserved by the Company as per the statutory requirements for recordretention to the extent it was enabled and recorded in previous year.
3. In our opinion, according to information, explanations given to us, the remuneration paid by the Company to itsdirectors is within the limits laid prescribed under Section 197 read with Schedule V of the Act and the rules thereunder.
For M S K A & Associates
Chartered Accountants
ICAI Firm Registration No. 105047W
Udit Brijesh Parikh
Partner
Membership No. 151016
UDIN: 25151016BMLNLY9979
Place: Mumbai
Date: May 27, 2025